INVESTORS BANK CORP
15-12G, 1995-04-28
STATE COMMERCIAL BANKS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                     FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF
THE SECURITIES ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS
13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
                                                  Commission File Number 0-16163
                                                                         -------
Investors Bank Corp.
- ----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

200 East Lake Street
Wayzata MN  55391; (612)475-8500
- ----------------------------------------------------------------------
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)

Warrants to Purchase Common Stock, $.01 par value
- ----------------------------------------------------------------------
(Title of all other classes of securities covered by this Form)

Common Stock, $.01 par value
- ----------------------------------------------------------------------
Cumulative Perpetual Preferred Stock Series 1991, $.01 par value
(Titles of all other classes of securities for which a duty to file reports
under section 13(a) or 15(d) remains)

     Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend duty to file reports:
     Rule 12g-4(a)(1)(i)      /X/       Rule 12h-3(b)(1)(i)      / /
     Rule 12g-4(a)(1)(ii)     / /       Rule 12h-3(b)(1)(ii)     / /
     Rule 12g-4(a)(2)(i)      / /       Rule 12h-3(b)(2)(i)      / /
     Rule 12g-4(a)(2)(ii)     / /       Rule 15d - 6             / /

     Approximate number of holders of record as of the certification of
     notice date:  293
                  -------
     Pursuant to the requirements of the Securities Exchange Act of 1934,
Investors Bank Corp. has cause this certification/notice to be signed on its
behalf by the undersigned duly authorized person:

Date:  April 28, 1995         By: /s/ James M. Burkholder
      ---------------             --------------------------------------------
                                        James M. Burkholder,
                                        President and Chief
                                        Executive Officer,
                                        Investors Bank Corp.

Instruction:  This form is required by Rules 12g-4, 12h-3 and 15d-6 of the
General Rules and Regulations under the Securities Exchange Act of 1934.  The
registrant shall file with the Commission three copies of Form 15, one of which
shall be manually signed.  It may be signed by an officer of the registrant, by
counsel or by any other duly authorized person.  The name and title of the
person signing the form shall be typed or printed under the signature.




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